The Netherlands is often referred to as the gateway to Europe due to its central geographic location and highly developed logistics and distribution sector. Rotterdam, the largest port in Europe, handles more tonnage of cargo than the second (Antwerp) and third (Hamburg) largest ports in Europe combined. The port of Amsterdam is the fourth largest port in Europe and is focused on bulk cargo. Amsterdam Airport Schiphol is Europe’s third largest airport by passenger traffic and the fourth largest in terms of cargo.
Using an Agent or Distributor
The Netherlands has a large number of experienced importers, sales agents, and distributors who are well-versed in international trade. Thousands of U.S. companies from a wide range of sectors have appointed agents and distributors in the Netherlands. A large portion of the goods are handled by distributors who purchase for their own account and distribute throughout the country and Europe. Due to the size, accessibility, and competitive nature of the Dutch market, distributors usually insist on an exclusive distributorship. If the distributor is a well-qualified and experienced firm, an exclusive distributorship often yields the best results.
Since the Netherlands is a compact market, foreign firms usually have one exclusive representative for the entire country. However, it is common for the representative to appoint subagents to cover certain market sectors, if sales volumes and profit margins warrant it.
In some cases, Dutch representatives can provide an excellent starting point to export to other European markets. Dutch firms are adept at handling logistics, language adaptations, and inventory on behalf of U.S. exporters.
Establishing an Office
In the Netherlands, all foreign business structures are recognized except for sole proprietorship. A branch of a foreign company in the Netherlands is not required to register as a separate legal entity. All businesses operating in the Netherlands are required to register with the Netherlands Chamber of Commerce. Detailed information on establishing an office in the Netherlands can be found on Business.gov.nl. U.S. companies interested in establishing an office in the Netherlands should contact the Netherlands Foreign Investment Agency, which is part of the Dutch Ministry of Economic Affairs and has five offices in the United States. Additional information can be found in the State Department’s Investment Climate Statement for the Netherlands.
Franchising is a popular and well-established business form in the Netherlands. There are no limitations restricting access to the market for U.S. firms. In January 2021, the Dutch Parliament passed legislation focused on regulating four aspects of franchising: 1. The precontractual exchange of information; 2. Contractual changes after signing; 3. Contract termination; and 4. Consultations between franchisor and franchisee. Companies looking to enter the Dutch market can benefit from a mature network of experienced bankers, lawyers, accountants, consultants, and other advisors specialized in franchising.
Direct marketing is highly regulated in the Netherlands. The implementation of the EU’s General Data Protection Regulation (GDPR) in 2018 and other local regulations in the Netherlands have significantly impacted the ability of companies to market their products and services directly to customers and businesses by mail, digitally and by telephone.
Companies are permitted to send marketing materials by mail to current and former customers for products and services that are similar to ones already purchased by that customer. In all other cases, companies are required to get permission from the individual before sending them marketing material by mail. For business-to-business marketing, it is not permitted to send unsolicited marketing material to companies that have activated the Non Mailing Indicator with the Netherlands Chamber of Commerce. Companies must also provide information on how to unsubscribe to mailings.
In the Netherlands, it is forbidden to send unsolicited digital messages with a commercial, ideological, or charitable purpose. This includes emails as well as text messages and private messages through social media platforms.
Before calling an individual for marketing purposes, companies must ensure that they are not on the Bel-me-niet Register (national do not call registry).
Joint venture and licensing agreements are common in the Netherlands. The privatization of state-owned enterprises, including telecommunication and public transport, has further stimulated the potential for U.S. firms to enter into joint venture partnerships with Dutch companies. A joint venture can take the form of a partnership or a limited liability company (BV). The structuring of a joint venture is a complicated process and normally requires a specialized advisor.
International and local express delivery services offer reliable courier service in the Netherlands. Two-day delivery is available from most U.S. cities.
U.S. companies should perform appropriate due diligence on potential Dutch business partners. The U.S. Commercial Service in the Netherlands frequently receives inquiries from U.S. companies about suspicious orders and other business opportunities from entities purportedly located in the Netherlands. The fact that a company is registered with the Netherlands Chamber of Commerce does not prove that the company is in good standing. Criminals have been known to impersonate companies listed in the registry. The U.S. Commercial Service in the Netherlands can provide basic background information on Dutch firms as wells as detailed International Company Profile (ICP) reports.